We, the undersigned, wishing to secure for ourselves the pleasures and benefits of an association of persons commonly interested in Amateur Radio, constitute ourselves the HIGHLANDS COUNTY AMATEUR RADIO CLUB, INC. a nonprofit Incorporation from Florida and enact this constitution as our governing law. It shall be our purpose to further the exchange of information and cooperation between members, to promote radio knowledge, fraternalism and individual operating efficiency, and to so conduct club programs and activities as to advance the general interest and welfare of Amateur Radio in the community.
Article I Membership
All persons interested in Amateur Radio communications shall be eligible for membership.
Membership shall be by application and election upon such terms as the club shall provide in its
By-Laws. Membership may not be denied because of race, creed, color, religion, gender, sexual orientation, political affiliation, marital status or any other reason that would be biased or prejudicial.
Article II Officers
Section. 1. Officers
The officers of this club shall be President, Vice-President, Secretary, Treasurer and four Directors.
Section. 2. Election
The officers of this club shall be elected for a term of one year, two years for Directors of which only two of Directors shall be elected in a given year so that the expiration date of their terms do not coincide, by ballot of the members in good standing present, provided there be a quorum, at the annual meeting.
Section 3. Term limits for Officers
An individual may not hold the same office for more than two terms and my not serve more than three consecutive terms as an officer. An individual may not hold more than one office during the same term.
Section 4. Term limits for Directors
An individual may not hold the office of Director for more than two terms and my not serve more than six total years consecutive on the Board of Directors. An individual may not hold more than one office during the same term.
Section. 5. Vacancies
Vacancies occurring between elections must be filled by special elections at the first regular meeting following the withdrawal or resignation.
Section 6. Eligibility
In order to hold an office an individual must be a member in good standing for at least one year and hold a valid Amateur Radio license.
Section 7. Resignation
Any officer may resign his/her position in writing at which time all records and assets of the club will be turned over to the President or Vice President.
Section 8. Removal of Officers
Officers may be removed from office for cause, upon written petition of six (6) or more members presented to the President or Vice President. After investigation the petition will be presented to the membership at the next regular meeting of the club and a voted on by the membership.
Removal of an officer requires a three-fourths vote of the full membership present.
Article III Duties of Officers
Section. 1. President
The President shall preside at all meetings, and conduct them according to the rules adopted. He/she shall enforce due observance of this Constitution and By-Laws; decide all questions of order; sign all official documents adopted by the club, and perform all other duties pertaining to the office of President.
Section. 2. Vice President
The Vice-President shall assume all the duties of the President in his/her absence. In addition, he/she shall organize club activities, plan and recommend contests for operating benefits, and advance club interest and activity as approved by the club. He/she shall maintain close liaison with the local ARRL's local ARES ® Emergency Coordinator to further club participation in the Amateur Radio Emergency Service. ®
Section. 3. Secretary
The Secretary shall keep a record of the proceedings of all meetings, keep a roll of members, submit membership applications, carry on all correspondence, read communications at each meeting, and email meeting notices to each member along with posting notice on club website. At the expiration of his/her term he/she shall turn over all items belonging to the club to his/her successor.
Section. 4. Treasurer
The Treasurer shall receive and receipt for all monies paid to the club; keep an accurate account of all monies received and expended; pay no bills without proper authorization of the President and Board of Directors. At the end of each quarter he/she shall submit an itemized statement of disbursements and receipts. At the end of his/her term he/she shall turn over everything in his/her possession belonging to the club to his/her successor.
Article IV Meetings
The By-Laws shall provide for regular and special meetings. At meetings, a minimum of ten of the voting membership shall constitute a quorum for the transaction of business. Robert's Rules of Order shall govern proceedings.
Article V Dues
The club, by majority vote of those present at any regular meeting, may levy upon the general membership such dues or assessments as shall be deemed necessary for the business of the organization. Non-payment of such dues or assessments shall be cause for expulsion from the club within the discretion of the membership.
Article VI Membership Assistance
The club, through designated interference, Public Relations, and Operating Committees will provide technical advice to members concerning equipment design and operation to assist in frequency observance, clean signals, uniform practice, and absence of spurious radiation's from club member-stations. The club shall also maintain a program to foster and guide public relations.
Article VII Club Call sign W4HCA
The club may elect to apply for a club call sign as provided by FCC rules Part 97.
The President shall assign trusteeship of the club call sign.
The trustee shall:
Article VIII Dissolution of the Club
Section 1. Termination of Operations
In the event that the Board of Director votes that the Club should be dissolved the motion for dissolution must receive more than two thirds vote of the full membership to pass.
Section 2. Disposition of Assets
The Board of Directors shall handle the disbursement of all assets of the club. No member or group of members shall receive benefit from the assets. All equipment will be sold and net proceeds donated to a non-profit organization in Amateur Radio. All remaining cash will be donated to a non-profit organization in Amateur Radio.
Article IX Amendments
This constitution or By-Laws may be amended by a two-thirds vote of the total membership (in good standing). Proposals for amendments shall be submitted in writing at a regular meeting and shall be voted on at the next annual meeting, provided all members have been noticed by email and posting on the club website of the intent to amend the constitution and/or By-Laws at said meeting.
It shall be the duty of the Secretary to keep the constitution and By-Laws of the club and have the same with him/her at every meeting. He/she shall note all amendments, changes and additions on the constitution and shall permit it to be consulted by members upon request.
Full membership is open to licensed Radio Amateurs. Full membership includes all club privileges as well as rights to hold a club office and to vote for club officers and or issues brought from the Board of Directors.
Associate membership is open to those actively engaged in a class leading to an Amateur Radio license and all other interested persons. Associate membership includes all club privileges except for the right to hold office and vote.
Applications for membership shall be submitted at regular meetings and voted on by the members present.
Regular meetings shall be held on third Monday of each calendar month. Special meetings and or moving the regular meeting may be requested by the President. Notices shall be sent to members concerning special meetings and change of regular meetings by email and posting on the club website including the business to be transacted. Only such business as designated shall be transacted. Such notices shall be sent so that they arrive not less than 24 hours before the meeting.
Annual dues shall be assessed in accordance with the provisions of Article V of the constitution for the purpose of providing funds for expenses. Membership dues are payable in January of each year. Any member whose dues are not paid by March 1st will be considered inactive and removed from the membership roster. Inactive members have no voting privileges. Termination of membership either by resignation or expulsion will not constitute a refund of dues paid.
Officer elections will be held at the Clubs Annual Meeting in November.
Officers will assume their elected office January 1 of the following year.
Nominations of any officer will be open to all members.
Nominations must be in writing presented to the club secretary who will validate the candidate is in good standing and placed on the nominee’s slate. The nominee’s slate will be presented to all members at the October regular meeting and open to nominations from the floor to be validated and placed on the final ballot for the November meeting.
Voting will be done using paper ballots. Immediately after voting the ballots will be counted openly in front of the membership. Any candidate may request a recount of the ballots. In the case of an unopposed slate the President may entertain a motion for the Secretary to cast a single ballot.
This committee shall consist of three members (appointed by the club President). The committee shall direct investigation, invite proper inquires, establish technical facts and testimony and report its results to the club.
The Sunshine Committee shall be responsible for contacting members or their families who are sick, or saddened by death and expressing the concern of the general membership.
The Technical Committee shall be responsible for the maintenance and care of equipment, such as repeaters, owned and operated by the Club.
The Club will assist the Highlands County ARES Group at the request of the Highlands County ARES Emergency Coordinator. (ARES® is a program of the American Radio Relay League – The Highlands County ARES Group will abide by the Rules and Regulations of the ARRL’s Field Organization as they may be amended from time to time, and by ARRL policies, rules, and guidelines contained in ARRL publications.”)
Annual audits will be prepared by the Treasurer and the Secretary then certified by the whole Board of Directors. The Treasurer and the Secretary will make all fillings to the State of Florida Department of Revenue as well as the Internal Revenue Service form 990 and any other required forms.
Current in place By-Laws
HIGHLANDS COUNTY AMATEUR RADIO CLUB INC. BYLAWS
TABLE OF CONTENTS - Last updated October 19, 2004
ARTICLE I - NAME
ARTICLE II - OBJECTIVES
ARTICLE III - MEMBERSHIP
ARTICLE IV - MEETINGS
ARTICLE V - OFFICERS
ARTICLE VI - BOARD OF DIRECTORS
ARTICLE VII - COMMITTEES
ARTICLE VIII - PARLIAMENTARY AUTHORITY
ARTICLE IX - AMENDMENTS
ARTICLE I – NAME
The name of this organization shall be known as the Highlands County Amateur Radio Club, Inc.
ARTICLE II – OBJECTIVES
The objective of the Club shall be to provide an association for persons commonly interested in amateur radio. The Club shall also promote a general interest in amateur radio and facilitate the exchange of information between members. The Club shall advance the welfare of amateur radio in the general community.
ARTICLE III – MEMBERSHIP
Section 1. Eligibility and Election - Any person with an interest in amateur radio shall be eligible for membership and shall become a member upon completion of the Club's application form, payment in advance of annual dues and initiation fee, if any, and approval by a simple majority vote of the membership present at a regular meeting.
Section 2. Classification - Members shall be classified as Full, Lifetime, Associate, or Honorary. A Full or Lifetime member shall be any member who holds a valid amateur radio license as issued by the Federal Communication Commission. A Full or Lifetime member shall have the right to full participation in the Club including the right to vote. An Associate member shall be any person who is interested in amateur radio but does not hold a valid amateur radio license. An Associate member shall not be eligible to vote. Honorary membership may be conferred upon any person who has made a significant contribution to amateur radio and/or the Club. An eligible person for Honorary membership shall be nominated annually by the Board of Directors and then elected by a simple majority of the voting members at a regular meeting. An Honorary member is not obligated to pay dues and shall not be eligible to vote.
Section 3. Membership Dues - The annual dues are fifteen dollars ($15.00) for Full members and five dollars ($5.00) for Associate members. Dues shall be paid on or two months before the date of the regular meeting in January each year. The amount of dues may be changed by adoption of a resolution by the Board of Directors followed by a two-thirds vote of the membership present at a regular meeting. Renewal dues not paid by the regular meeting in March shall be delinquent and shall result in cancellation of membership.
Section 4. Initiation Fee - An initiation fee for new applicants to become a new Full or Associate member may be established by adoption of a resolution by the Board of Directors followed by a two-thirds vote of the membership at a regular meeting.
Section 5. Cancellation of Membership - Memberships may be canceled voluntarily by the member or involuntarily by the Club for delinquent dues. Cancellation of membership for cause may be initiated by submission of a petition to the Club Secretary signed by 10% or more of the Full members. The Board of Directors shall review each case and attempt a resolution between the signers of the petition and the subject member who is named in the petition. If a resolution cannot be achieved, the decision shall be placed before the membership at a regular meeting. A vote of two-thirds of the Full members present will be required to effect cancellation of the membership. If the membership of any member ceases, either voluntarily or involuntarily, no refund of fees or dues shall be made.
Section 6: For a member to be eligible to run for office, the member must be a member in good standing and must have been a member of the club for one full year.
Section 7. Lifetime Membership-A member who has proof of Lifetime Membership shall provide their documentation to the Board of Directors. This dated documentation shall be in the form of Board of Directors minutes, Club minutes, valid historical documentation, or testimonials by members in good standing. The Board of Directors shall examine and determine the validity of the documentation. Members with valid documentation shall be presented for approval by
ARTICLE IV – MEETINGS
Section 1. Regular Meetings - The regular meeting of the Club shall be held on the third Monday of each month. The regular meeting date shall not be changed or canceled without the approval of a simple majority of the Full members present at a regular meeting.
Section 2. Annual Meeting-The Annual meeting of the membership shall be held at the November regular meeting for the purpose of the election of Officers and Director(s), in addition to the regular transaction of Club business. The newly elected officers and directors shall take office on the following January 1st.
Section 3. Quorum of Members - A quorum for any regular meeting shall consist of a minimum of fifteen percent (15%) of all Full members of the Club.
Section 4. Christmas Meeting - The Christmas meeting of the membership shall be held during December for the purpose of having the Christmas Party and the Awards Ceremony for the outstanding members of the year.
ARTICLE V – OFFICERS
Section 1. Officers and Election - The officers of the Club shall be a President, Vice President, Secretary, Treasurer, and Trustee(s). All Officers, except the Trustee(s), shall be elected by the Full members who have attended at least 2 previous meetings during the year by a simple majority vote at the Annual meeting and shall serve a term of one year and shall be limited to two consecutive terms of office. The Trustee(s) shall be elected from among the Full members by a simple majority vote of the Board of Directors and shall serve until withdrawal from Office either voluntary or involuntary. The newly elected officers and directors shall take office on the following January 1st.
Section 2. President - The President shall preside over all meetings when present, including meetings of the Board of Directors. The President shall exercise general supervision over the activities and operations of the Club. The President shall select members to serve as chairmen of committees either by asking for volunteers or by appointment.
Section 3. Vice President - During the absence of the president, the Vice President shall assume the duties of the President. The Vice President shall also be a member of the Program Committee.
Section 4. Secretary - The Secretary shall record and keep the minutes of all regular Club meetings and meetings of the Board of Directors. The Secretary shall also keep current, accurate copies of all official Club documents and shall make them available to members at reasonable times and places when requested. The Secretary shall be in charge of correspondence. The Secretary may choose an assistant to aid with Secretarial duties.
Section 5. Treasurer - The Treasurer shall receive all funds, deposit and keep them in a financial institution selected and approved by the Board of Directors. The Treasurer shall keep an accurate record of all funds received and expended and shall regularly report to the membership on the financial status of the Club.
Section 6. Trustee(s) - The Trustee(s) shall be the custodian of radio equipment owned or operated by the Club. The Trustee(s) must maintain a valid amateur radio operator license of proper grade to permit legal operation of any Club transmitting equipment.
Section 7. Removal from Office - Removal of an Officer from Office for cause may be initiated by submission of a petition to the Club Secretary signed by ten percent (10%) or more of the Full members. The Board of Directors shall review each case and attempt a resolution between the signers of the petition and the subject Officer who is named in the petition. If a resolution cannot be achieved, the decision shall be placed before the membership at a regular meeting. A vote of two-thirds of the Full members present will be required to effect recall from Office.
Section 8. Vacancy - Any unexpired term of any officer who has resigned, been removed, or has passed away will be filled by appointment by a simple majority vote of the Board of Directors. In the event of a vacancy in the office of Trustee, the President may appoint a temporary replacement until the next regular meeting so that the Club repeater(s) may remain in operation using the callsign of the temporary Trustee
ARTICLE VI - BOARD OF DIRECTORS
Section 1. Number, Qualification, and Election - The Board of Directors shall number seven and consist of the Club President, Vice President, Secretary, and Treasurer, plus three other Full members elected by the general Club membership. The Directors who are also Club Officers shall be elected and serve a term as provided in Article V, Section 1. The remaining three Directors shall be elected by a simple majority vote at the Annual Meeting of the Club and serve a term of three years or until a successor has been duly elected. In the event of a vacancy, a successor shall be elected at the next regular meeting to fill the unexpired term. Only one of these three Directors shall be elected in a given year so that the expiration date of their terms do not coincide.
Section 2. Duties - The Board of Directors shall discuss and consider matters pertaining to the welfare of the Club, and, at their discretion, bring such matters with recommendations before the general membership at a regular Club meeting. The Board shall elect the Club Trustee(s), select and approve a financial institution for Club funds, serve as an arbitrator for disputes involving petitions, make recommendations concerning dues and initiation fees, and make recommendations for honorary memberships.
Section 3. Meetings - The Board of Directors shall meet upon the call of any Board member at a time and place agreed upon by the Directors. The Club President shall preside over meetings of the Board of Directors.
Section 4. Quorum of Directors - A majority of the Board of Directors shall constitute a quorum.
Section 5. Removal from Office - Removal of an elected Board member from Office for cause may be initiated by submission of a petition to the Club Secretary signed by ten percent (10%) or more of the Full members. The President shall appoint an Investigating Committee, consisting of no less than three Full members, excluding Board members, which shall review each case and attempt a resolution between the signers of the petition and the subject Board member who is named in the petition. If a resolution cannot be achieved, the decision shall be placed before the membership at a regular meeting. A vote of two-thirds of the Full members present shall be required to effect recall of a Director.
Section 6. Budget - The Board of Directors shall be responsible for preparing and approving an annual budget of Income and Expenses at the first Board meeting following the Annual meeting. This budget can be amended at any Board meeting by a majority vote of the Directors. The Treasurer's disbursements shall be limited to only those budget items approved on the budget.
Section 7. Dissolution - The Board of Directors shall be responsible for distributing any remaining funds and other assets the Club may have if and when the Club is dissolved. Such funds should go toward furthering Amateur Radio.
ARTICLE VII - COMMITTEES
Section 1. Appointment - All committee chairmen shall be selected or removed by the President by recruiting volunteers or by appointment and shall serve a term of office until the next Annual Meeting. Special committees may be appointed as necessary to carry on the work of the Club.
Section 2. Program Committee - The Program Committee shall be responsible for securing some type of informative or entertaining program to be presented during regular meetings.
Section 3. Social Committee - The Social Committee shall be responsible for providing refreshments following regular meetings, and for arranging other social activities.
Section 4. Audit Committee - Thirty days prior to the Annual meeting, the President shall appoint a two person Audit Committee which will review the financial records of the Club and report their findings at the Annual meeting. The Treasurer will provide the monthly bank statements, canceled checks, and other financial records to the Audit Committee.
Section 5. Technical Committee - The Technical Committee shall be responsible for the maintenance and care of equipment, such as repeaters, owned and operated by the Club.
Section 6. Sunshine Committee - The Sunshine Committee shall be responsible for contacting members or their families who are sick, or saddened by death and expressing the concern of the general membership.
Section 7. Nominating Committee - The Nominating Committee shall be responsible for carefully screening the membership of the Club and presenting its nomination of Officers and a Board of Director at or before the Annual Meeting
ARTICLE VIII - PARLIAMENTARY AUTHORITY
The rules contained in Robert's Rules of Order shall be used as a guide for the Club in cases where they are not inconsistent with these bylaws and any special rules of order the Club may adopt. Special rules of order may be adopted by a two-thirds vote of the membership present at a regular meeting provided that previous notice of the special rule(s) of order is given at the previous meeting. No previous notice is required if the special rule(s) of order apply to a single session.
ARTICLE IX - AMENDMENTS
Any voting member may submit, in writing, proposed amendments to the Bylaws of the Club to any board member.
The Board will consider each proposed amendment at their next scheduled meeting and, under normal circumstances, make its recommendations in writing for the upcoming club meeting.
At the next club meeting, the President will schedule time on the agenda of the following club meeting when these proposed amendments will be presented for discussion and possible modification. The Secretary will include the proposed amendments and the Board's recommendations in the minutes of the club meeting.
At the next scheduled meeting, the President asks for discussion and any written changes to each amendment. Changes to each amendment are approved or disapproved by a simple majority of the members present. Each amendment is then approved or disapproved by a simple majority of the members present.
The Secretary then prepares a copy of the approved amendment(s) with a ballot. Each amendment is voted on separately on the ballot. The Secretary then sends the amendment(s) and ballot to all voting Club members asking the ballot be returned within 45 days.
If two-thirds (2/3) of the voting members approved an amendment, the Club Bylaws are changed to reflect that amendment.
These bylaws supersede all previous versions and were adopted by the Highlands County Amateur Radio Club, Inc. on October 18, 2004.